For The First Time
by Riley Bernard
Summary: Let's go back to 5x22, Callie and Arizona's first time. It's my first time writing anything like this, so I thought their first time would be a good place for me to start.


**So. I said I was gonna do it, and I did it. I have finally tried my hand at smut. It took a lot of walking away and coming back but I finally finished. God, I have so much respect for you authors who crank out hot smut stories like it's nothing. You guys are awesome.**

**Anyways, I figured, what with this being my first attempt at smut, what better place to start than Callie and Arizona's first time? We could lose our virginity together, so to speak. This is what I came up with…**

When they first met, Callie Torres did not like Meredith Grey. Meredith reminded Callie of the skinny mean girls in high school. The ones she had hurried past in the halls with her head down. The ones who stood in their tight little circles. The ones who she was sure had been gossiping about the weird girl who sat in the back of the class chewing her hair. The ones who had boyfriends and went to parties and did anything but sit at home studying on a Friday night. When Callie got older she'd realized that 95% of those girls didn't even know her name, and they hadn't been wasting their precious time talking about a nobody like her. And as she'd matured and made friends with all kinds of different women, she had learned that regardless of what social circle you'd belonged to in high school, almost every girl had felt just as insecure as she had. Yet despite her grown up insights, Callie still didn't like Meredith Grey. Because Meredith brought back that feeling. That feeling Callie had carried around for four long years. That feeling of feeling like dirt. Callie was proud of how far she'd come. The confidence she'd gained and the level of comfort she now felt in her own skin. She didn't like going back to that feeling of insecurity and so she didn't like Meredith Grey.

But things change. Callie had moved in with Cristina. Living with Cristina Yang meant that Meredith Grey spent a lot of time in your apartment. And that was why things had changed. Because it was _her_ apartment. Callie was in her own space and Meredith was her guest rather than the other way around. Callie got to be the one who felt comfortable and confident. So Callie got used to Meredith's presence in her home. She got used to hanging out with Cristina and Meredith, and she even got used to hanging out with Meredith alone when Cristina would get paged to the hospital. She would never consider Meredith one of her better friends, but she was definitely a friend.

So Callie had been happy to receive her invitation to the wedding of Derek Shepherd and Meredith Grey. She could be happy for her friend. And she was excited to bring Arizona as her date. The amount of love and sex in the air at a wedding was always palpable, and with the way their relationship had been progressing, Callie was determined to take advantage of that.

But things had gone so wrong. It felt like the idea of taking advantage of the romanticism of the wedding had only been in her mind for a second when her father showed up, and she couldn't lie to him, not even by omission, and she'd told him about her new relationship with Arizona. They fought. She cut him off, he cut her off, Callie cried and Arizona was there for her. For someone who hadn't wanted to date a new-born, Arizona had been so caring and supportive with everything Callie was going through. It made Callie want to be with Arizona even more.

Then there had been the fiasco of what Callie had hoped would be "their night". When she'd behaved like a child and pouted and sulked through dinner at the expensive restaurant rather than being honest with Arizona and telling her that she couldn't afford to eat at a restaurant like that. Not since her father had cut her off. The irony wasn't lost on Callie; she had spent so many of her past relationships worrying how her partner would react to the fact that she had a lot of money, and now she was so stressed out over how Arizona would respond to the fact that she had none.

She'd slept at the hospital, not wanting to go home to sleep in the bed she'd been so hopeful to share with Arizona for the first time that night. God it had been a stressful day. All of those dying kids, and Arizona kept popping up, trying to figure out what the hell had gone wrong the night before. Because she'd known. She'd sensed it too, that last night should have been their night. She'd done everything she could to make it work, but Callie hadn't been able to reciprocate. Or give Arizona a reasonable answer when she'd tried to puzzle together their let down of a night. So when Arizona had finally cracked and ranted, Callie hadn't blamed her.

"So the ER is fun but I'm not? But you can get enough of me? I mean, is that what you're saying? I mean, do you wanna just end this? Because, because there are women that are lining up for me. I'm hot. And if you want out then you should just have the guts to say so, I can take it. And maybe this was just a fling that's run its course, maybe it's over - "

"Maybe it is," Callie cut her off, desperate to stop the torrent of words tumbling from Arizona's mouth. The look on Arizona's face when she had uttered those words… it hurt Callie. Because more than anything she wanted to tell her that she hadn't meant it. That this wasn't a fling for her. And that if she wasn't careful she was going to fall seriously in love with this woman.

When Arizona corned Callie one last time and told her that she was hurt, and that she thought that they were going somewhere, Callie finally cracked. She couldn't lie to someone she had such strong feelings for, especially when Arizona was making it clear that her feelings were pretty strong as well. Telling Arizona the truth had felt like a weight being lifted off her chest. Unfortunately, that weight seemed to have been holding back her tears, and so as the truth fell from her lips, her tears fell too. She was crying, _again_, in front of Arizona. And Arizona had been perfect. She said exactly the right thing, and made Callie feel special, like she truly cared about her and wanted to be with her.

So dammit if Callie wasn't going to make it up to her tonight. Arizona loved weddings. She had gushed about how beautiful committing yourself to another person for the rest of your life was when Callie had first invited her, and Callie hadn't been surprised. Arizona seemed like the type who would love weddings. With her mind made up to make tonight better than last night possibly could have been, Callie set off for her apartment.

Entering the door, Callie was surprised to see Cristina running around. She'd figured that Cristina would have needed to be at the church ages ago.

"I thought you had to be 'happy maid of honour' and get Meredith down the aisle?" Callie questioned.

"Nope, change of plans," Cristina called, running back into her bedroom.

"What?" Callie asked, shocked. "The wedding's off?" She knew she should feel upset for Meredith and Derek and whatever had caused them to cancel their marriage, but she mostly felt disappointed that she would not be able to bring Arizona as a date and take advantage of the aphrodisiac that weddings were.

"Kinda," Cristina said, returning from her room. "Meredith and Derek's wedding is off, for now. They're giving it to Alex and Izzie."

"Wait, what?" Callie asked.

"They found another tumour in Izzie's brain," Cristina elaborated as she put in her earrings. "This one, Derek can't get to. It's inoperable. So they're giving the wedding to Alex and Izzie."

"Oh my god," Callie breathed.

"Yeah," Cristina agreed. "Okay," she grabbed her little clutch. "I'll see you there," she called as she ran out the door.

Callie stood still for a minute, digesting the new information. If she hadn't liked Meredith Grey, she'd really, really disliked Izzie Stevens. Not only had Izzie made her feel small and treated her like garbage, she'd never redeemed herself like Meredith had. She'd broken up her marriage and humiliated her in front of the entire hospital. The wedding of Izzie Stevens was not one Callie thought she would ever attend.

But on the other hand, Izzie was dying. She had cancer. And it was hard to hate a dying cancer patient. Plus, Callie had always liked Alex. Despite his reputation as a jack-ass, Callie knew that he was actually a really good guy. The kind of guy who would marry his dying girlfriend. Surprised by the turn of events, but not completely put out, Callie started getting ready. At least she still got to take Arizona to a wedding.

And the wedding had been beautiful. Callie hadn't expected to be touched like that, but when Alex said his vows she'd felt her heart flutter. With the way Arizona had looked at her during the kiss and playfully bumped her shoulder against hers, Callie couldn't help it. She'd wanted to share in that special moment and she'd gently kissed Arizona's cheek.

Now they were at Joe's where the wedding reception was taking place. Kind of. Alex and Izzie weren't there, because Izzie had needed to get back to the hospital. For that reason, Callie felt that her and Arizona's presence wasn't really required either. They were standing at a table with Mark and Lexie. Arizona had a drink in front of her, but had barely taken two sips. Actually she'd taken exactly two. Callie had been watching. She couldn't stop watching.

"I'm hungry," Callie said, breaking the silence that had momentarily fallen over their little group.

"Me too," Mark agreed. "Aren't weddings supposed to come with a dinner? I mean, if they make you sit through the ceremony, they should at least feed you afterwards."

Callie rolled her eyes, ignoring Mark and speaking directly to Arizona. "Do you wanna head back to my place and order a pizza?"

Arizona opened her mouth to answer but Mark beat her to it. "Yes! Kylie's Chicago style meat lovers, I've actually been craving that for a while now."

"No," Lexie answered firmly, placing her hand on Mark's arm. "We're good here. You guys go."

Callie and Arizona both shot Lexie a grateful smile as they walked hand in hand from the bar. Callie wondered briefly how she had every found the younger woman annoying before. Lexie Grey was not annoying. She was awesome.

When they entered her apartment, Callie felt a combination of nerves and sexual tension hit her at the same time. If Lexie had been able to read between the lines of their need for pizza, she was sure Arizona had too. She picked up the phone so that she had something to do with her nervous hands.

"So, uh, is Kylie's good then? For the pizza?"

Arizona shrugged. "Sure, I've never had it. It's good?"

Callie's mouth dropped. "You've never had Kylie's pizza?"

Arizona smirked. "So it is good then?"

"Oh my god, Arizona, it's amazing. It is sooo good. Ugh," Callie moaned but stopped herself abruptly. Making sex noises about the pizza was probably the worst thing she could possibly do in this situation. Maybe Arizona hadn't noticed.

She'd noticed. Her raised eyebrow and the little smirk playing on her lips that was threatening to become a full-blown smile made that perfectly clear. "Well, if it's really _that _good," Arizona teased and Callie felt mortified, "you'd better let me try it."

Callie fought to gain back some composure. "Oh it's that good," she said, trying to make her tone match the cockiness of Arizona's.

"Then I can't wait until I get to eat it," Arizona replied.

Callie was pretty sure that they weren't talking about pizza anymore. Swallowing the lump in her throat, she looked up the number for Kylie's in her phone, and dialled so that she didn't have to come up with a response. As the phone rang Callie asked, "What kind?" she asked.

"Whatever," Arizona shrugged.

"C'mon. You've gotta have some preference. What's your favourite type of pizza?"

"Hawaiian," Arizona answered.

"Really?" Callie asked, a little surprised. She would have guessed vegetarian.

"Yeah, it's fine though, order whatever you want. I know more people who don't like Hawaiian pizza than who do. I don't get it very often."

Callie shook her head. "I love Hawaiian. I always order meat-lovers though because Mark and Cristina both hate pineapple."

Arizona smiled. "Perfect."

They chatted about the wedding while they waited for the pizza to arrive. Or at least, Callie was pretty sure they were talking about the wedding. She was having a hard time focusing on the conversation while simultaneously appreciating how amazing Arizona looked in her dress. When the knock at the door sounded to signal the arrival of their pizza, Callie tripped over her own feet in her haste to get to the door. She paid the delivery guy, and over-tipped, which was probably stupid given that she was strapped for cash, but she had just wanted to be alone with Arizona so badly that she hadn't really been thinking straight.

"So," Callie said, opening the box. "Which do you like better? Hot pizza or cold pizza?"

"Cold," Arizona answered quickly. While the blonde had been putting out confident vibes all evening, in reality she was just as nervous as Callie. She didn't want to admit it to herself, but there was a small part of her that thought that this could be the last time she had sex with someone for the first time. She knew it was way too soon to be thinking like that, but something about Callie made her heart rush ahead, and she didn't seem to be able to stop it. "I mean," Arizona rushed to clarify, realizing how suggesting that she preferred cold pizza might be interpreted. "That's just kinda what I'm used to. Cold pizza."

Callie cocked her head to the side as she pulled down some plates. "Yeah?" she asked.

"Yeah," Arizona continued. "When I was a kid, we never ordered pizza. My dad was… is, a total health nut. When we had pizza, it was homemade with a whole wheat crust and organic tomato sauce and cottage cheese."

"Oh god," Callie made a face.

"Yeah, so I didn't really love pizza. But then, during my undergrad, after a night of drinking my roommate and I would always come home and think that we were starving, so we'd order a massive pizza. But then it'd get there and we'd only eat like one piece each before we'd pass out. Then the next morning we'd wake up, and we would have all this cold pizza sitting there. And not only was it a good breakfast but it totally helps with a hang over too. And, yeah, so I like cold pizza," Arizona finished kind of lamely.

As Callie listened to Arizona ramble about cold pizza, she realized that Arizona was nervous too. Arizona's own display of nerves calmed Callie considerably, and she felt a surge of confidence.

Taking a step towards Arizona Callie said, "We could wait for this to cool off." She gestured towards the pizza.

"Wait?" Arizona asked, incredibly aware of how close Callie was to her all of a sudden.

"Mhmm," Callie replied, taking another step closer so that she was inches from Arizona. "I'm sure we could find something to do to pass the time."

The sexy, suggestive, low register of Callie's voice caused Arizona's head to pop up. Her eyes locked with Callie's for a second before she tipped her chin up and caught Callie's lips in a kiss.

Callie's hands moved to tangle in Arizona's hair while Arizona's rested gently on Callie's cheeks. As the kiss deepened, Arizona's hands dropped from Callie's face to her hips and she pulled the Latina's body flush against her own. Her hands roamed from Callie's hips to Callie's ass and she gripped the flesh, pulling Callie towards her again.

Callie broke the kiss and her lips moved to the joint of Arizona's jaw before making their way down her neck. Arizona tilted her head to the side to give Callie better access, and as the Latina gently sucked on, and smoothed her tongue over the soft skin Arizona felt her breathing speed up. Arizona had never felt anticipation like this before in her life and she could not get over how turned on it was making her. Callie moved from Arizona's neck to her ear and traced the shell with her tongue.

"Bedroom?" she whispered before biting down on Arizona's earlobe. It was a question, not a demand, and the combination of uncertainty in Callie's words but aggressiveness in her actions made Arizona's knees go weak. Arizona didn't answer, but captured the Latina's lips again and began backing towards the bedroom, pulling Callie along by the front of her dress.

As Arizona pulled her into the bedroom, Callie kicked the door shut behind her. Cristina wasn't coming home tonight, but to Callie, closing the door shut them away from the rest of the world. Arizona spun them around so that the back of Callie's legs brushed against the bed, and tugged at the front of Callie's dress. Callie reached down and pulled the garment over her head in one fluid motion and tossed it aside. Arizona took a second to take in the sight of Callie standing before her in a matching black lace underwear set. A little smirk played on the blonde's lips as she reached down to the hem of her own dress, and mimicked Callie's earlier motion, pulling her dress off and tossing it aside. Arizona stepped towards Callie, twining her fingers through the dark hair and catching her mouth in a deep kiss. Arizona pushed and Callie fell backwards onto the bed, Arizona landing on top of her. Without breaking the kiss, Arizona's hand reached back and released the clasp of Callie's bra. She tugged it from the Latina's body and tossed it away in the general direction of their dresses.

Callie's breasts now freed, Arizona began kissing her way down the Latina's body. She planted open-mouthed kisses in the valley between Callie's breasts, down her stomach, before biting the elastic of her underwear and letting them snap back into place. Arizona grasped Callie's underwear, and Callie lifted her hips so that Arizona could drag the fabric down her legs. When Callie lay completely naked, Arizona paused for a second, and Callie felt anticipation and pure need like she never had before. Arizona slowly crawled back up Callie's body and as she did so, her hair gently grazed across Callie's nipple. Callie bit her lip at the sensation. She felt like she was going to explode. After what felt like ages, Arizona finally bent down, and took Callie's nipple between her teeth, flicking her tongue over it, back and forth, in rapid succession.

"Hmphhh," Callie moaned, arching her back into the contact. She was too caught up in the sensations of Arizona's tongue to feel that the blonde's lips had curled into a smile at her responses. Arizona brought her hand up to play with Callie's other breast, and Callie threw her head back against the bed when Arizona's thumb ghosted across her tight nipple. Callie's eyes snapped open and she starred at the ceiling. She caught sight of the familiar crack in the plaster and suddenly remembered that they were in her house, in her room, in her bed. Feeling the need to take back some control, Callie gripped both of Arizona's biceps. She bent her right knee to grant herself leverage, and swiftly flipped Arizona onto her back. The knee Callie had bent for stability connected with Arizona's still pantie covered centre, and Arizona moaned at the contact. Callie could feel wetness through the fabric.

Callie used the blonde's temporary distraction to quickly remove Arizona's bra, throwing it away before placing her hands firmly back on Arizona's biceps. She held Arizona's arms at her sides as she took a taught nipple between her lips and sucked while simultaneously rolling her tongue against the bud. Arizona was panting. The way Callie held her arms she could move them from the elbow down. Her fingers could ghost over Callie's hair, but she couldn't exert any amount of control over the Latina.

The first time Arizona had sex with someone, the blonde was dominant. If she continued a sexual relationship with a partner, eventually, she would be okay with being topped, but the first time, she needed to be in control. She couldn't give up that control right away, not without an intimate connection. Or so she'd thought. Because as Callie held the blonde's arms firmly in place and switched her attention to the other nipple, Arizona didn't feel panicked. She felt nothing but more aroused than she had ever felt in her life. Deep down, she knew that she already felt more intimately connected with Callie without ever sleeping with her than she had with any of her past sexual partners – even the girlfriends.

Callie hadn't forgotten about the knee that was still planted firmly against the blonde's centre. She leaned her weight back on her right leg, causing the top of her knee to slide upwards and push against Arizona's clit.

"Hahhh," Arizona cried out at the contact and rolled her hips, looking for more. Callie let go of Arizona's arms and reached down, pulling her underwear down her legs. She shifted her body so that Arizona's sex was at eye level, and she grasped Arizona's hips firmly, using her elbows to spread the blonde's thighs wider apart and settled herself in-between her legs. She could see moisture glistening on Arizona's folds and she blew cool air onto her, smiling when Arizona's hips bucked slightly at the sensation.

Callie leaned in and ran her tongue up Arizona's slit, parting the folds slightly. As she lay there, she realized how right and how natural this felt. With Erica, Callie had focused on 'The Sloan Method' the entire time. _Crook your finger like this, flick your tongue like this, put pressure here, rub there._ It had been clinical. Now, Callie felt like she didn't have to think. She could feel Arizona's body reacting to her touch and she let that guide her actions. Callie flicked her tongue over Arizona's bundle of nerves.

"Ah," Arizona panted. Capturing the bud between her lips, Callie sucked while moving her tongue in fast circles.

"Fuck," Arizona gasped. Callie smirked. She'd never heard the blonde swear like that before. It was hot. Really hot. Callie slid one finger down Arizona's slit before inserting it into the blonde. Arizona's hips bucked, and Callie inserted a second finger on the next thrust. Arizona threw her head back and closed her eyes. "Calliope," she said in a breathy whisper. Callie stilled her fingers inside the blonde and took her mouth off her clit. Never before had someone called her Calliope during sex. If she'd liked the sound of Arizona saying her full name before, she was damn near in love with it now. Every time Arizona called her Calliope from now on she was going to hear that breathy moan. It was the fucking sexiest thing Callie had ever heard.

"Say my name again," Callie demanded, thrusting her fingers, her voice husky with desire.

"Calliope," Arizona moaned, louder this time.

Callie withdrew her fingers and thrust them back in. "Again," she demanded.

"Calliope," Arizona cried. Callie rammed her fingers into the blonde again. "Calliope," Arizona called. "Calliope, Calliope, Calliope," she chanted as Callie thrust her fingers in and out. "Faster," Arizona pleaded, and Callie obliged, her thumb finding Arizona's clit and rubbing fast circles around it. "Fuck. God," Arizona panted, her hips bucking wildly. Callie replaced her thumb with her mouth, her tongue sliding over the bundle of nerves before her teeth gently grazed it.

"Ahhh," Arizona cried. "Come, I'm come, ahhh, Calliope," she moaned as she came over Callie's fingers. Callie continued her actions, helping Arizona ride through her orgasm. Her paced slowed, and she removed her mouth before slowly withdrawing her fingers. Arizona's body shuddered with an aftershock as Callie climbed back up the blonde's body. She wrapped her arms around Arizona and held her against her chest.

Finally, Arizona let out a sigh, her hot breath dancing across Callie's nipple and Callie was suddenly hyper aware of how aroused she had become from her manipulations of the blonde. Callie had always enjoyed sex, she enjoyed pleasuring her partner and always felt satisfied knowing she had done a good job, but never had performing for her partner turned her on like this. Callie was pretty sure that all Arizona needed to do was breath on her chest again and she would come right there. After a moment of stillness longer, in which Callie was trying desperately to calm her body down, Arizona shifted in her arms and brought her knee up to connect with Callie's centre.

"Gaahhh," Callie cried, and Arizona was amazed at the amount of moisture her knee connected with. Pushing Callie onto her back, Arizona reached down and ran her fingers through Callie's folds. She knew it wouldn't take much to send the Latina over the edge at this point.

"You're so wet," Arizona husked and she dragged her fingers up Callie's slit again. Callie's hips bucked in reply. Arizona placed an open mouthed kiss on Callie's stomach and hummed. She dragged her tongue down Callie's stomach and paused just above the patch of dark curls. She slid her finger along Callie's slit again.

"Please," Callie whimpered as her hips lurched forward.

In one fluid motion, Arizona slid two fingers into Callie. Her thumb connected with Callie's clit, and she raised her body up along the Latina's and latched her lips around one nipple while her free hand rolled the other. With all four things happening at once, Callie screamed and arched her back of the bed. Arizona pumped her fingers only twice before Callie came undone. "Arizona," she moaned, her back arching off the bed, her eyes squeezed shut and her hands pulling firmly on the blonde's hair. Arizona stayed with Callie as she rode out her orgasm, and the Latina shuddered when she finally pulled out her fingers.

Rolling off of Callie, Arizona flopped down beside her on the bed. She rolled onto her side, resting her head on her arm, to look at the Latina. When Callie's eyes fluttered open, she met her with a big smile. Callie kissed Arizona's shoulder. "Wow," she smiled.

"Yeah," Arizona nodded. "That was awesome."

Callie tipped her head back and laughed. "Awesome?"

"Yeah," Arizona raised an eyebrow. "Seriously, that, right there, was why they invented the word awesome."

Callie giggled and wrapped an arm around Arizona's stomach, pulling her closer. Arizona cuddled into Callie's chest, resting her head against it. Callie settled her cheek against the top of Arizona's hair, and they lay together for a while, content simply to lie together. Eventually, Arizona said, "I bet that pizza's cold by now."

"Mmm, pizza," Callie replied. "I am actually so hungry. God, ordering food beforehand was genius." Arizona laughed. "Wait here," Callie said, sliding out of the bed. Moments later, Callie returned with the pizza box. Arizona sat up, grabbing the pillow to give herself a little modesty without needing to actually get dressed. Callie seemed to be on the same wavelength as her as she lay down on the bed and pulled the sheet over half of her body.

Arizona grabbed a slice of pizza and bit in. "Oh, wow, this is good," she smiled, taking another bite.

"Told you," Callie smirked.

"God, it's even better than my hang-over pizza," Arizona gushed.

Callie laughed, "Didn't you do your undergrad at Brown?" Arizona nodded. "Yeah, Rhode Island pizza's got nothin' on this pizza." Arizona laughed. The conversation continued to flow effortlessly as they ate their way through the box of pizza. Arizona laughed at Callie's own tales of shenanigans during her undergrad at NYU. They moved further down memory lane as Callie related tales of growing up in Miami, and Arizona shared childhood memories of growing up an army brat who had attended 12 different schools before graduating.

Arizona explained her brilliant idea at age 7 to cut her own hair before starting her new school in Norfolk, thinking it would make her look cool and help her make friends. Callie laughed as Arizona described the way in which her bangs had stood at 90 degrees from her forehead. Callie reached out and gently wiped away a bit of pizza sauce that had settled at the corner of Arizona's mouth, revelling in the level of comfort she felt in the act. She always felt so comfortable with Arizona, and after finally confiding in her the truth about her money troubles, Callie felt even more so. She was so glad last night hadn't been "their night" because had it been, that secret would have been hanging between them. Now, with everything exposed, it felt perfect. There was just no way that last night could have been as good as this night had been. And would be. Again…. And again….

**So I'll be honest here. I love reviews. I always love them. But I have never, ever felt this nervous about posting a story. Feedback would be sooo rewarding here because I'm having a really hard time judging this piece myself.**

**Also, if I'm continuing with the honesty trend, I am straight, and have never had sex with a woman so it is very possible that I have made some mistakes in here. Terms or phrases or just stuff in general that I got wrong – let me know. I want to improve. I want to get it right. Hope you made it to the end and I hope you enjoyed :)**


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